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Home My WebLink AboutPSA-Zix Agreement 11.17.2020Services Agreement Document No.: Q-53350-20201117-0910 Version #:Q-53350 - 1 2711 North Haskell Ave, #2200 Dallas, TX 75204 Phone: Fax: Bill to: City of Oshkosh 215 Church Ave Oshkosh, WI 54901-4747 United States Billing Contact Information Name: Tony Neumann Phone: (920) 236-5148 Email: tneumann@ci.oshkosh.wi.us ☒Issue Invoice ☐Initiate Credit Card Payment Date:November 17, 2020 Expires On: January 11, 2021 Payment Terms: Net 30 Email Domains: Ship to: City of Oshkosh 215 Church Ave Oshkosh, WI 54901-4747 United States Technical Contact Information Name: Tony Neumann Phone: (920) 236-5148 Email: tneumann@ci.oshkosh.wi.us Purchase Order No.: {{Field2_es_:signer1}} (If P.O. No. provided, please attach copy of P.O.) Acct Exec.: Carli Kohler Order Type: Renewal Year 1 Product Qty / No. of Users Term (mos.) Extended Price ZixEncrypt Plus - Appliance 174 12 $9,918.00 Bundle includes: • Gateway Email Encryption • Email Data Loss Prevention services • Secure Portal with Customer Branding (plus Custom URL, IFrame, and SSO support) • Email Encryption User Awareness Program Physical Appliance - Corporate 1 12 $1,105.00 Year 1 Total:$11,023.00 Year 2 Product Qty / No. of Users Term (mos.) Extended Price ZixEncrypt Plus - Appliance 174 12 $9,918.00 Bundle includes: • Gateway Email Encryption • Email Data Loss Prevention services • Secure Portal with Customer Branding (plus Custom URL, IFrame, and SSO support) • Email Encryption User Awareness Program Physical Appliance - Corporate 1 12 $1,105.00 Year 2 Total:$11,023.00 Year 3 Product Qty / No. of Users Term (mos.) Extended Price ZixEncrypt Plus - Appliance 174 12 $9,918.00 Bundle includes: • Gateway Email Encryption • Email Data Loss Prevention services Page 1 of 4 DocuSign Envelope ID: E997F32B-D00E-466D-AC2B-9383E517E5BB Services Agreement Document No.: Q-53350-20201117-0910 Version #:Q-53350 - 1 Product Qty / No. of Users Term (mos.) Extended Price • Secure Portal with Customer Branding (plus Custom URL, IFrame, and SSO support) • Email Encryption User Awareness Program Physical Appliance - Corporate 1 12 $1,105.00 Year 3 Total:$11,023.00 Total: $33,069.00 ***Do not pay, this is not an invoice*** Page 2 of 4 DocuSign Envelope ID: E997F32B-D00E-466D-AC2B-9383E517E5BB Services Agreement Document No.: Q-53350-20201117-0910 Version #:Q-53350 - 1 1 Payment Schedule: First Year Total $11,023.00 Second Year Total $11,023.00 Third Year Total $11,023.00 Grand Total $33,069.00 2 Special Terms: Annual subscription fees for year 1 are invoiced upon execution of this Services Agreement as described in Item 3,'Invoicing and Payment'. Annual subscription fees for year 2 and year 3 are due on the first and second anniversary of the Services Agreement, respectively. For clarity, the term of this agreement is 1/12/2021 through 1/11/2024. 3 Invoicing & Payment: ZixCorp Systems, Inc. ("Zix") may issue invoices or initiate credit card payments, if applicable, upon the execution of this Services Agreement, and Customer agrees to pay all invoices in U.S. dollars within the number of days specified under ‘Payment Terms’ on page 1 of this Services Agreement. By signing below, Customer is subscribing to the services indicated on the face of this Services Agreement for the service years indicated. Annual subscription fees are to be paid at the beginning of each service year, unless otherwise stated on the Services Agreement, with the initial subscription period beginning on the 30th day following the date of this Services Agreement or, if earlier, on the date the installation is completed and/or the services are initiated and made available to Customer. Zix provides bundled services, and it may reallocate pricing among services for tax purposes. This means that line items on your invoice may not match this Service Agreement or your purchase order, although the total price for our services will remain the same. Secure Cloud terms: If you receive service through the Zix Secure Cloud, any license changes you make are subject to standard Secure Cloud pricing and administrative practices. You will be charged for the licenses purchased under this and other Service Agreements. Zix may offer Secure Cloud subscription service options at various subscription periods. If a period of a month is available and applicable, the term of the agreement will automatically extend each month (each, a “renewal period”) unless written notice is provided by one party to the other of non-renewal at least 30 days prior to the start of a next renewal period. Such notice of non-renewal must be provided to Zix at customersuccess@zixcorp.com. The Subscription Services are generally billed at the start of each subscription period for the initial period and any renewal period. 4 Taxes; F.O.B. Upon presentation of invoices by Zix, Customer agrees to pay any tariffs, duties or taxes imposed or levied by any government or governmental agency, including without limitation, federal, state and local sales, imposed use, value-added and personal property taxes (other than franchise and income taxes imposed on Zix's net income). Products are sent F.O.B. shipping location. 5 SALES AND USE TAX - MARK (X) ONE OF THE FOLLOWING: (if no box is checked, sales and use tax will be charged)Customer will be charged sales and use tax upon invoicing. For tax purposes only, the pricing and discounts outlined on the first page of this Services Agreement may be allocated to the various components of the Zix solution on the invoice. This is done for tax purposes only and does not change the pricing or payment terms of the Agreement. A.___ {{[]}} Invoice sales tax to Customer. B.___ {{[]}} Customer is a tax exempt organization (please attach a state tax exemption certificate to contract). The customer name on the certificate and the services agreement should be the same. No sales and use tax will be included on invoice. 6 Our agreement includes the Terms and Conditions referenced in the Special Terms or as provided with this Services Agreement, or if not so referenced or provided, as set forth at https://zix.com/terms as may be amended from time to time. ZixCorp Systems, Inc.City of Oshkosh By: {{Sig1_es_:signer5:signature}} By: {{Sig1_es_:signer1:signature}} Printed: {{N_es_:signer5:fullname}} Printed: {{N_es_:signer1:fullname}} Title: {{*Ttl_es_:signer5:title}} Title: {{*Ttl_es_:signer1:title}} Date: {{Dte_es_:signer5:date}} Date: {{Dte_es_:signer1:date}} Page 3 of 4 See Attached Signature Page See Attached Signature Page X DocuSign Envelope ID: E997F32B-D00E-466D-AC2B-9383E517E5BB In the Presence of: CONSULTANT ZIXCORP SYSTEMS, INC. ____________________________ By:_____________________________ ____________________________ ___________________________ (Seal of Contractor (Specify Title) if a Corporation.) CITY OF OSHKOSH By: _______________________________ _____________________________ Mark A. Rohloff, City Manager (Witness) _____________________________ And:_______________________________ (Witness) Pamela R. Ubrig, City Clerk APPROVED: I hereby certify that the necessary provisions have been made to pay the liability which will accrue under this contract _____________________________ City Attorney _______________________________ City Comptroller Page 4 of 4 DocuSign Envelope ID: E997F32B-D00E-466D-AC2B-9383E517E5BB